FireRock 3620 Avenue C, Product Manual

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FIREPLACE TERMS AND CONDITIONS
KEEP THIS INFORMATION FOR YOUR RECORDS
1. ENTIRE AGREEMENT Fire Rock Products, LLC (“Fire Rock”), agrees to sell certain goods (the “Goods”) to you (“Buyer”) on the following
terms and conditions of sale (these “Terms and Conditions”), which supersede any additional or inconsistent terms of Buyer. These Terms
and Conditions and the order or other contract documents to which they are attached constitute the entire agreement between Fire Rock
and Buyer with respect to the Goods (collectively, this “Agreement”), and the terms and conditions of this Agreement prevail over any of
Buyer’s general terms and conditions of purchase regardless of whether or when Buyer has submitted its purchase order or such terms.
Fulfillment of Buyer’s order does not constitute acceptance of any of Buyer’s terms and conditions and does not serve to modify or amend
this Agreement. This Agreement may not be modified, amended or waived in any way except in writing signed by an authorized represen-
tative of Fire Rock. Fire Rock makes no representations, except for the representations set forth in these Terms and Conditions, and Buyer
acknowledges and agrees that Buyer has and will not rely on any other representations.
2. GOODS Fire Rock acts as a manufacturer for certain products and as a reseller for other products. The specific details and provisions
applicable to each specific Good are further described in more detail on Exhibit A, which is incorporated into this Agreement by reference.
For Goods where Fire Rock is the reseller and not the manufacturer, the respective manufacturer (each, a “Manufacturer”) is responsible
for manufacturing the Goods.
3. DELIVERY All shipping dates are approximate. All prices are F.O.B. the location of Fire Rock or Manufacturer’s facility (as applicable),
unless otherwise specified by Fire Rock. Acceptance of shipment by designated shipper, delivery to Buyer’s representative or designee, or
mailing of an invoice to Buyer, whichever first occurs, shall constitute “Delivery.” Upon payment in full, title shall pass to Buyer. In no event
shall Buyer be entitled to make any deduction from any payment due hereunder by reason of loss or damage in transit. Upon the written
request of Buyer, Fire Rock, at its sole discretion and Buyer’s expense, may agree as a service to Buyer to process Buyer’s claim against the
carrier for any loss or damage in transit, provided that such claim is received by Fire Rock within two (2) days of delivery of the Goods to
Buyer. Any such claims must be accompanied by a delivery receipt, signed by carrier’s agent at time of delivery, on which receipt the loss
or damage has been noted. In the absence of directions, the Goods will be shipped by the method and via the carrier selected by either Fire
Rock or Manufacturer (as applicable). Delivery by truck will be made to the nearest points reasonably accessible by truck as determined by
the driver. Buyer will unload and store, or furnish and pay for any necessary labor to unload and store, the Goods, and neither Fire Rock, the
carrier, the driver or Manufacturer have any obligation to unload or store the Goods. Buyer shall note loss or damage on truck shipments
upon the delivery ticket returned to Fire Rock or Manufacturer (as applicable), or such claims shall be waived.
4. TERMS OF PAYMENT Payment terms shall be as described in the applicable order, invoice or other contract documents to which these
Terms and Conditions are attached; provided, however, if such payment terms are not covered in such documents, payment for the Goods
are due net cash thirty (30) days from the date of the invoice. Buyer may require a percentage of the purchase price for the Goods as a
deposit for new builders or customers whose credit has not been approved by Fire Rock, which is due and payable upon execution of the
applicable order. If, at any time or for any reason, Fire Rock shall have cause to question Buyer’s ability to pay, Fire Rock may demand such
assurances of Buyer’s ability to pay as Fire Rock shall deem necessary in its sole discretion, including payment in advance for all shipments.
If Buyer fails within ten (10) days of Fire Rock’s demand to provide Fire Rock with such assurance, Fire Rock shall be entitled to suspend
its performance, cancel any order then outstanding, receive reimbursement for its reasonable and proper cancellation charges, and may
proceed to collect, without limitation, (a) any sums due and owing, (b) its reasonable cancellation charges and (c) all damage resulting
from Buyer’s default. In the event of an assignment for the benefit of Buyer’s customers or creditors, bankruptcy or insolvency of Buyer, or
in the event of any proceeding brought against Buyer, voluntarily or involuntarily, under bankruptcy or any insolvency laws, Fire Rock shall
be entitled to cancel any order then outstanding at any time and shall receive reimbursement for its reasonable and proper cancellation
charges. If Buyer fails to make payment for the Goods when due, Buyer’s account shall be deemed delinquent and Buyer shall be liable to
Fire Rock for a service charge of eighteen percent (18%) per annum or the maximum allowed by law, whichever is greater, on any unpaid
amount; provided that, in addition to the foregoing, Fire Rock shall also be entitled to (w) suspend its performance, (x) cancel any order
then outstanding, (y) receive reimbursement for its reasonable and proper cancellation charges and (z) to proceed to collect, without lim-
itation, any sums due and owing, its reasonable cancellation charges, and all damage resulting from Buyer’s default. Buyer shall be liable to
Fire Rock for all costs and expenses of collection, including court costs and reasonable attorneys’ fees.